TTAS rewritten
by Master111
Summary: A rewrite of another toontown fanfic. i do not own any of the content from the game , or the ideas or plot lines of the original fanfic
1. Chapter 1

Prologue: The invention

 **TTAS rewritten**

 **Prologue**

 _I do not own any of this._

He had done it. Finally done it.

There was so much thought and excitement in his mind right now as the head toon scientist of Gyro research was speed walking towards the laboratory.

The fox/weasel hybrid head scientist with brown and white fur who wore a grey lab coat had so many thoughts to which what his new invention could do to the economy of Toontown and how much bigger it would put the town on the map of Toon nation.

"Oh this is great! My lifelong work and research has finally created, what I think, is the most technologically advanced and sophisticated robotic work bots in the world." The scientist thought.

Although most of the other scientists strongly disagreed against the proposal, the head managed to get at least a few scientists on board on the idea, to which the head thought it would revolutionize the nation and even the world, forever.

The head was just about to make it to the laboratory, when all of a sudden, it sounds like all hell breaks loose, from the lab the invention was in.

The head was caught totally off guard by this and was thrown to the floor, dazed, shocked and confused.

"What in all of the worlds just happened in there!?" the head screamed with his squeaky and high pitched voice.

"Oh no… my invention! Someone must be sabotaging it!" the head said as he pulled out a strange book from his coat and scrambled inside the lab.

The second he burst through the doors to the lab he saw a scene he never would have imagined in his entire life.

There laying on the ground right in front of him were his two colleagues, Dr. Minesfield and Dr. Corker, two of the only three other scientists who agreed to the heads proposal, drenched in blood and scorched.

The head was frozen in shock and panic, he couldn't tell what was happening anywhere else due to all the smoke and electricity in the room.

"What… Jack, Rile… how did… what….?" "They were in my way." A deep, gravely, metallic voice suddenly said.

All of a sudden there it was, the heads invention, appearing out of the smoke as it cleared away.

The head just stood there, mortified, all the while having serious trouble trying to comprehend all the events that were playing out now.

One, his two best assistant scientists were in a pool of blood, dead, two, his "invention" was apparently the culprit, three, said invention was alive and talking, and four it looks as if the invention had undergone an extreme change in look as well.

"What…How…is this happening… how are you alive? Why am I talking to you?! Why did you do this?!" the head screamed, tears starting to form on the banks of his eyes.

"All good questions… Dr. Tory, but let me put it this way, you… will… pay… for everything." The invention sneered as it walked up closer to the big machine in the back of the room.

"Whaa…. I… I… don't even know what you're talking about" Tory stuttered as he now got a good at his invention, a robot, the Cog, or Alpha cog as he named this particular one, being it was the first and only one.

But it didn't look like anything it looked like at all before when he was building it. From it looking like a simple metal horse toon with a dark grey body, legs and arms, and a light grey head, it is now an almost completely midnight black robot all around with long horns sticking from the head, black hair that was grown into a mullet, two tubes, one red, one blue, that were connected from the back of his ears to his waist, and his eyes were different colors as well, one red and the other a plain eye.

"You wouldn't…" as the alpha cog said as he raised up his hand and green energy blasted out of it and infused the machine he was standing next with it and all of a sudden the machine Tory used to create his "revolutionary masterpiece" was too, turned completely black, with some minor parts grey.

"What… what in the world are you doing…? I will ask again how and why are you doing this!" Tory yelled, starting to worry now why no one was coming and helping him.

"Maybe you will find at some time, but what better way than to torture your mind with unsolved questions." Alpha cog taunted. "And one more thing, before I unleash hell on this pitiful world…"

Tory just stood in silence as the alpha cog turned to him and said five words that would haunt his mind for life.

"My Name is the Cogfather."

The Alpha cog, or now renamed as Cogfather, unleashed another blast of green energy at the machine and it now started rapidly producing cogs that all looked like weird business men, but metallic and, unknown to anybody but the Cogfather, filled with a power only know to him.

Tory knew what the Cogfather was planning to do as he saw the mass amount of robots that were coming out now.

Tory was already imagining the casualties and destruction and all of a sudden couldn't take it anymore.

He looked at the book still in his hand, and then looked at the Cogfather, who still had his back turned to him. Tory knew he would never forgive him and most likely come after him if Tory betrayed his trust.

But looking at the situation, Tory decided he had no choice.

Now, with a furious look on his face, Tory opened the book and said the enchantment,

" _Enbronom froheliswa entorinoris MAS!"_

A brilliant streak of yellow light shot from the book and towards the Cogfather who when was struck by the beam let out a massive wail.

"ARRRRRRRRRRRRRRRRRRGGGGGHHHHH!"

The Cogfather then proceeded to fall on his knees as smoke radiated off of him.

Tory smiled at thought of he just stopped what looked like to be an incredibly powerful psycho from taking over toontown and possibly the world after that.

When all of a sudden the Cogfather shot up, and turned to face Tory who only had a chance to look at his red and white eyes for a mere second, before the Cogfather blasted Tory with a dark, swirling beam of purple energy.

It felt like he was on fire, fire encompassing every particle in his body, and then slamming into the wall with a force that broke a collarbone, three ribs, and his left arm.

The Cogfather stood and looked at his handy work, his army, his prisoner/informant, his power now even greater than before, the death of every toon scientist in toontown, and finally… his son, as it rolled of the conveyer belt and activated, along with every other cog in the lab.

"Father, what are your orders" His "son" asked him.

Cogfather looked at him, the other cogs, to Tory, and then out the window that overlooked Toontown. A name and plan already formed in his mind.

"Cog Boss, your orders are to assist me in invading and destroying Toontown, and sealing it off from any outside presence, is that understood?"

"Yes father. All cogs, MOVE!"

To this every cog in the lab activated mini helicopters on their heads and burst through the ceiling and proceeded to the town, Cog Boss following close behind.

The Invasion has begun.


	2. Chapter 2

Chapter 1: The Invasion

 **Chapter 1: The Invasion**

It was just another, happy ordinary day in toontown.

Everybody on this day were enjoying the great festivities and fun in the downtown area, where many shops and vendors are open for business and for customers to enjoy.

There was laughter, happiness… just all out fun.

You had your different cliques, which almost all hung out by the square where the statue of the first deputy mayor was, you also had your pranksters who would go around and play little pranks on the many people who oblivious to their surroundings.

The day was just going great until…

(BOOM)

All the towns' electricity went out, which left many confused and annoyed.

"Hey Jackie, did the secretary forget to pay the electric bill again?" one toon said to a female brown dog.

"Well, take a look around Jane, the whole towns' in a blackout." Jackie said.

In an indoor shop close by, a pink dog wearing a pink dress was shopping for a new bow when the power surge struck the store she was in. This startled her, as she then proceeded to head out of the shop, annoyed, to find out what's happening and what caused this.

"Oh great just when it looks like I found the perfect bow, this stuff happens." Dee Dee said as she noticed that the whole rest of the city was out of power too.

As she continued on she started to notice a bit of panic from everyone, when all of a sudden another loud boom is heard of in the distance.

"What was that?!" many asked and then one toon pointed out "LOOK!"

Everyone then turned their heads to see Gyro labs, exploding with golden electricity, and not seeming to stop.

"Hey, isn't that Gyro labs?" Jane said.

"Yeah and whatever is going on up there CAN'T be good." Jackie followed up who then proceeded to go seek help.

All the while Dee dee was starting to worry quite a bit, "This has never happened before at the labs? And surely any mistakes they would make (Which they usually did) wouldn't cause a town wide blackout?" Dee dee asked herself as she saw her good friend Cheesydough staring at the labs like everybody else.

"Hey chase, what do you thinks going on?" she asked him, doubting he would have any answer anyway.

"Sorry Dee, don't have a clue, seems pretty serious though." Chase said.

"Hmmm… I wonder." Dee dee questioned, seeming this unusual tie of events must be linked with the scientists there.

All of a sudden, out of the blue with no warning, a big group of business men like robots with mini helicopters on their heads landed right in front of everybody, and then just looked at them, all with blank expressions on their faces.

Everybody was taken aback by this sudden presence and many shouted and scrambled to find out what these "things" were and what were they doing here.

Jane on the other hand, immediately jumped to conclusions and without thinking, said something that would soon throw the entire town into a living hell.

"Hey, if you came to fix the power, get on it! If you didn't, then SCRAM! She yelled, quite rudely.

Everything that happened next mostly a blur for everybody except for a small few.

The Cogs began rapidly throw gears at everybody and thing that they saw.

Nobody in the crowd, in the houses, in the shops, or anywhere could have prepared for something like this.

Everybody immediately started running and screaming in panic and fear, trying to locate shelter and escape the "massacre".

The cogs would not stop. They were demolishing everything in the downtown area and attacking any toons that got in their way. Cogs from the ground, cogs from the air, they were relentless in the destruction and soon capture of the once peaceful town.

Dee dee was in shock, as she hid in an ally way with chase, at least trying to protect themselves from the destruction and chaos going on in front of them.

"Oh man Dee, this is an absolute mess! Those "things" are destroying the whole town!" Chase yelled with panic clear in his voice.

Dee dee immediately felt rage inside of her, seeing these "things" come out of nowhere and just destroying the town like this… her home like this.

"Not if I can help it Chase!" she yelled as she jumped out and proceeded to attack a fire hydrant cog with a gear in its head. "DEE DEE" Chase yelled as his best friend jumped into mortal danger.

It was cold, it was snowy, and it was nearly impossible to see, but to Lil Oldman, this was absolutely nothing to him. He jumped from snow ledge to snow ledge, avoiding the attacks of the cogs who broke off from the main force to try and take over the summit.

"Come at me robots, and face the power of OLDMAN!" he taunted, which only infuriated the cogs even more which made them come in angry and disorganized, making it all the more easier for Oldman.

Lil Oldman, who was a purple artic rabbit wearing a lime green shirt with three white circles in the middle, green pants and black boots, felt the power in rush to his hands and then in a juggle of grace, fired the pure toon magic at the cogs.

It was a piece of a cake, the cogs were obliterated one after another and some even ray away in fear to go back to the main force.

But even so, more were coming, and this time more coordinated.

"I see… you want to take over Plutomount, but that will not happen under my protection. I will hold off you robots until either you go down in hell or I take you with me." Oldman said gracefully, his middle age voice strong and bold.

"Now here we go." Oldman said as he unleashed more pure magic.

The situation back in town was not improving, if any, it was getting worse by the minute. The cogs have managed to knock down the water tower, destroy hundreds of buildings, and injure many toons in there invasion.

In Toon hall, located well beyond the invasion and destruction, the glad Mayor of toontown, Mayor Henry, was going over details about a new park with some board members of the Toon high council.

"Ah, yes I'm sure that park there will do very nicely" Henry said, a brown horse with bold attitude.

"MAYOR, MAYOR!" someone shouted as he came running into the mayor's office.

"What is it Flippy, I am in the middle of something here."

The deputy mayor, Flippy, who looked in complete distraught, but managed to keep a cool composure, announced the news of the attacking robots to Henry.

Henry all but froze in his place at thought of hearing this, as he and he alone already knew what these robots were and why they were attacking.

"What…oh no" Henry said, whispering that last part to himself. "Well, then... we need to do something about it then, if there attacking the city and putting MY citizens in danger we need to act NOW!" Henry yelled as he immediately began scrambling in his head how to put an end to this before it could get any worse than it has.

"Well, we could call the Toon army forces." Flippy implied.

"Ah, yes go and do that" Henry said and as Flippy left to go do just that, Henry slammed his head into his desk and started whispering swears into said desk, knowing that nothing could stop the cogs, know that many innocent toons lives were at risk… knowing that this was all his fault.

Dee dee was struggling, no scratch that, she was getting beaten. Not only had her minor little assaults on some of the cogs failed, but now she was in a losing grudge match against a cog with a prism for a head.

She finally managed to land a punch to the cogs face and sent him flying into the building in front of them, destroying the cog.

"Ha… finally got one." Dee dee said, out of breath and went on to go and try and find another cog to smash.

The Cogfather was impressed. He never expected the cogs to preform so well for the first run, although he pretty much knew that.

He, along with Cog Boss, were now flying towards the top of Roger Rabbit clock tower, to begin the second part of the invasion.

They landed and took in the scene below. Mass destruction all over downtown with confusion and panic from every toon in the area. They both smirked at the sight, although Cogfather's smirk wasn't shown because his mouth was hidden from his new chrome muzzle over his protruding mouth and nose, as well his right red eye and the right side of his head.

Cog Boss looked up at his "father" who proceeded to nod to him. Cog Boss smirked again and then pressed and held the small button on the back of his square head, which puts him in contact with any cog or cogs he chooses.

"It's time. Begin phase 2 of the plan. Go Barons." Cog Boss ordered and the said cogs who looked like bank robbers and were green, began their part of the invasion.

The Cogfather then took off to who knows where and before Cog Boss followed, planted a circular bomb on the tower that when armed, started counting down from 10 minutes.

The same was done by the Barons, at another 4 locations around toontown.

Mayor Henry wanted to jump out of the top floor of a building right now.

Not only have the cogs managed to destroy and takeover the entire downtown area of toontown, but now Flippy had just come and tell him that the cogs had completely destroyed the Toon armed forces base and that any attack they tried on them didn't have any effect on them.

"Uh Christ, well then just do something to help Flippy my hands are completely tied right now!" Henry yelled while going over the current situation with a board member.

Flippy sighed and then walked out with the thought of serious concern for the mayor's well-being in his head. _This has got to be putting so much stress on his mind_ _right now_. He thought.

Most of the fighting and destruction had finally died down as the cogs have placed giant, impenetrable walls around the borders of downtown.

Dee dee looked at it with disgust and hate, never before had such a plague been unleashed on this town.

All she could say was, "How do we stop these things?"

She then decided to just go home and just rest for now, seeing as there was nothing more she or anybody really could do now.

The fighting was dying down in the summit as well, as Lil Oldman was taunting the last of the cogs to come closer.

The cogs were then sent a silent message through their internal coms and then proceeded to activate their helicopters and take off, leaving Oldman behind.

In believing the fight is over, Oldman recalls his magic, the wizard standing proud in victory.

"Ha, looks like you robots didn't have what it takes then, isn't that right talking toad? Oldman asked his little toad pet, who all but just gave a small "croak" at his question.

Oldman was deep in thought however, he knew what could harm these things and that he needs to report to the mayor about this so he could put it to good use, but that wasn't it. What could have made these things, WHO could have made these things, who or what could have made these things so strong and immune to every conventional means of weapons… why did they attack toon town?

Preparing to quickly use his powers to teleport himself to toon hall, he suddenly heard a loud clanging sound from behind him.

He quickly turned to see a robber-like cog planting a bomb right next him… the timer at 5 seconds and counting.

Instantly realizing what the cogs true intention was he focused the massive energy inside of him, let the power arise from within, felt all the life of the magic come to his body, felt his core radiate in power, with eyes glowing a brilliant yellow, Oldman unleashed every ounce of his elemental magic powers into one big barrier that enclosed on the entire city to cover the massive explosions from the bombs.

It was lifetime feeling as Oldman struggled a bit at the force and amount of power he was using. Never before has he had to use so much of his power at once, he never thought he would have to do so.

As Oldman felt the tension of the Bombs leave him he decided to release his barrier and the second he did that, immediately fell to one knee, as he gasped for air from the amount of exhaustion.

"OH… oh… oh man… now that was a close one… I think I managed to get them all… not sure though… I'll have to check later." Oldman implied to himself as he then quickly, with his remaining strength for the time being, teleported himself to Toon hall.

He never saw the pair of red and white eyes watching from the distance.


	3. Chapter 3

Chapter 2: Pulling from the aftermath

 **Chapter 2: Pulling from the aftermath**

Lil Oldman landed at the Toon Hall with a plan in mind. He knew many Toons were not an elemental toon like him, with powers that can easily destroy the cogs, but he knew one weapon that should be equally effective in taking them out, with said weapon having the same magical properties as elementals.

Currently he was making his way towards the mayor's office to tell Mayor Henry of his "discovery", when as soon as he entered the room, he saw a scene that immediately enraged him. There was Mayor Henry, about to sign a terms of surrender that was delivered to them by the Cogs.

Before Henry could sign it…

"Don't you DARE put that chicken on that PAPER!" Oldman yelled, startling both Henry and the Military commissioner who was in the office as well, and followed it up with a blast of magic that turned the mayor's feather pen into a rubber chicken.

"AHHHH… Waaa? Oldman!"

"Why hello Henry, it seems we meet again."

"(sigh) Look Oldman, we don't have time for little childish pranks right now."

This only angered Lil Oldman even more. "WHAT?! Childish?! What YOU'RE doing is childish!"

Henry only smirked at him as he pulled out a pen from his pocket and was just about to write when Oldman shot another blast of magic at him and turned his pen into an electric eel which proceeded to shock Henry in a blaze of electricity.

When the eel disappeared, Henry, completely burnt and crispy, decided to finally give up.

"(sigh) what is it Oldman?"

"Hmm, well, thanks for finally getting my attention," Oldman started to say as he used his powers to quickly fix Henry.

"Let's just say that I found a way to defeat those cogs, after battling them in the high altitude… Gags."

Henry completely froze.

"Wait… the "what" now?"

"Gags Henry, our arsenal to dealing with the cogs."

Henry didn't, at first, get it. How could gags destroy, more or less hurt, the cogs?

"According to my observations, it seems that these cogs were built to be immune to our new generational weaponry, but not the classic good ol' ones." He said with a smirk.

Henry contemplated this and decided to give Oldman a reminder.

"I see Oldman, but you should know that the ACME gag factory has been shut down for years now. There aren't any gags left in the whole town."

"Well… who says we can't reopen it again." Oldman implied.

After a few moments, Henry decided that he had no other choice, and that it very well may be Toontowns last hope.

"(Sigh) Alright fine Oldman, but I hope you're right about this, as the Toon council will have my hide for this."

Oldman just turned and said:

"I'm a wizard, not a trickster. Now come, we need to get to the factory as quick as possible."

Henry complied and soon followed Oldman out of Toon Hall and was off to go see if Oldman's analysis was correct.

In the Estates, where many toons homes were, it was relatively peaceful, if the invasion of robots wasn't taken into account that is.

But for Chase Cheesydough, as well as man others in Toontown, it was just too much and started to make preparations to evacuate from toontown.

As he was doing just that, he was just about finished when a voice yelled at him from next door.

"Chase Cheesydough, what in the world are you doing?!" Dee dee yelled as she came out and immediately recognized what Chase was doing.

"(Sigh) Dee dee, do you have to call me by my full name?"

"Yes I do, because what it looks like here Chase, is that you're packing to run away!"

The light blue cat flinched at this because he had hoped he could just run unnoticed, now he had his best friend to deal with about this.

"Well then you would be right Dee, I'm heading out of here, there's nothing we can do anymore. Those robots have already destroyed nearly have the town, and are already plotting another assault. It seems like the end to me." Chase said as he finished packing.

Dee dee looked as if she was about to crumble.

"Chase… please… don't go, we can do this, we just got to find a way to hurt those things." She said, with tears starting to form in her eyes.

Chase sighed and said "Goodbye Dee dee, if you need me, I'll be in Toonville, were its safe."

Chase then hoped into his truck and drove off towards said destination, leaving a completely heartbroken Dee dee nearly collapsed on the ground.

Lil Oldman and Mayor Henry finally arrived at the ACME gag factory, with Henry taking in the sight as the factory had undergone some serious changes since he last saw it.

"Wow this place has changed." Henry said.

Oldman ignored him as he continued up to the front doors.

"Hey Acme, are you in there?" Oldman asked as he knocked on the door.

The front doors opened to show Acme, who was a pink jackrabbit with a yellow shirt and grey pants, with a sort of a creepy look on his face, saw who it was and his creepy smile grew wider.

"Ah Oldman, it is so good to see you, do you need another spell wand?"

"Ah, no I'm not here for THAT… shockingly, ummm… how fast can you get this place up and running at full speed?"

Acme had a surprised look on his face when he said that. "A few minutes, why?"

"Well to get to the point, were going to need this factory to be the driving force of stopping the cogs." Oldman explained.

"Oh THOSE metal things… how interesting… I actually have some in here."

This shocked both Oldman and Henry, who was listening behind them.

"Come in, come in see them for yourselves." Acme said as he let both of them in.

As they made their way to the back of the factory, they saw 3 cogs who looked to be frozen in place. Henry was startled a little, but Oldman just looked at them with curiosity.

"So what do you two think huh?" Acme asked.

"They look like prototypes of some kind." Henry said and his examination was correct as these cogs only had cylinder body's, arms, legs, heads and were completely grey unlike all the cogs which looked different form each other and were all different colors.

"Indeed, these cogs are way different from the ones I fought before."

Oldman then took a good look at the cogs and decided to carry out an experiment. Knowing that they couldn't do much harm at all, he told Acme to go get a gag ready.

"Uh, yes Oldman right away!" Acme said and then took off to go make one of his favorites.

"Good, and while he's doing that…"

Oldman then proceeded to shoot the cogs with magic and then in the blink of an eye the cogs were humming and grinding to life as their eyes glowed red for a second and then turned back to normal.

"AHHHH! OLDMAN ARE YOU INSANE!? YOU JUST BROUGHT THEM TO LIFE!"

"Well you said it yourself Henry, you wanted to see those "guys" in action?

Henry's only response was just fainting on to the floor with black swirls in his eyes.

"Hmm, well then, Acme if you please."

"Yes Oldman, here you go."

Acme gave him a small blue box with a red button on top of it. Oldman then looked at the cogs who were walking slowly towards him, smiled and then pushed the button on the box. It was then a piano materialized out of nowhere above them and came crashing down on all three of them.

Henry, who had come conscious just in time, watched the whole thing along with Oldman and Acme, as the piano disappeared and revealed the destroyed cogs underneath.

Henry was shocked, Acme was jumping up and down in excitement, and Oldman… just smiled.

Oldman then looked at Henry, who looked back at him and it was clear what must be done.

"I see Oldman, Acme get to starting production."

"But… Mayor, gags like this one are illegal due to the censorship."

"Don't worry, I will deal with the Toon council, you just started making those gags. And Oldman, I would like you to train some of the toons on how to use gags, seeming is how you are the only one who knows how to use them, I will also be sending out news to get outside recruiters to help aid in this battle, since it seems that a few of our citizens are leaving us, what do you say?"

Oldman just smiled and nodded.

"Good, alright everyone let's get going, we have a lot of work to do."

It was late when Henry returned back to his office. He opened a filing cabinet and took out a folder with a lot of files in it. He looked around to make sure no one was looking and then slid it under his desk. If anyone found it, he would be a goner.

"Excuse me Mayor, you wanted to see me?" Flippy came in and asked.

"Ah yes Flippy, so, can I have a quick update?"

"Yes, the Toon council approved of the gags, they said if it's to stop those robots, they are all for it. Also, flyers have been sent out all over toon nation for any recruiters who want to come and help aid us, all operations for training programs are in place, and gags should be ready by tomorrow morning."

"Thank you Flippy, good work." Henry said as he got up and grabbed a key of the wall and then extended it out to Flippy.

"Oh, the Mayor Key? You want me to lock up?"

"Not exactly Flip, I'm promoting you. You are no longer a deputy mayor anymore."

Flippy went wide eyed in shock as the Henry placed the keys in his hand and then proceeded out of the office.

The second he was out of sight, Henry then took off running out of Toon hall, onto the streets and towards his house, knowing he needs to get out of town as quickly as he can before the files are ever discovered.


	4. Chapter 4

Chapter 3: Today's Recruiters (A new legend)

 **Chapter 3: Today's Recruiters (A new legend)**

Plutomount village is the place most Toontown researchers and scientists homes are located as it is made very convenient for them when they want to go and study the atmosphere around the Snowy Mountain itself.

It is also the home of the one and only Lil Oldman, who toons have liked to nickname him, "The Blizzard wizard." with that, Oldman decided to name his little shop/home, the same thing. The sky was clear and blue with the sun shining brilliantly, although the ground was always covered with snow no matter what kind of weather it was, and Lil Oldman had finally returned home, after taking great time to train some of the high ranked toons, weather they were in the Toon armed forces or quick learners, to use the newly discovered weakness of the cogs, gags.

Oldman came into his small home and sighed, he was always wondering how the cogs came to be and why they wanted to destroy Toontown. He knew he couldn't do it just by himself, no, it would paint him too big a target for the cogs than he would like, and Oldman had a big hunch that the leader of the cogs was unlike any cog he had fought or seen up to this point.

It was then Oldman knew what he must do.

"Smirky! Are you here?"

"Yes I am Lil Oldman, I'll be right there!" Smirky was a light blue dog who had a big top lump of hair drooping over his forehead, wore a navy blue V-neck long sleeved shirt with a dark yellow trim, a white shirt underneath, the classic white gloves that every toon wore, grey pants, and black boots.

"Ah, good, listen Smirky, there's something we need to talk about, follow me."

Smirky complied with a raised eyebrow, he knew Oldman was always serious, but he was acting a lot more serious than usual, even with the cog situation.

Oldman led Smirky down a hallway and into a back room.

"Wait, you said no one is allowed back here, why are we going in here now?" Smirky questioned.

Oldman gave a chuckle. "You're about to find out Smirky."

Smirky went a little wide eyed with excitement at the fact that Oldman was going to probably revel a secret or too that he had never told him before.

When they got into the room, Smirky was surprised to see that the room was practically empty and that the only thing in the room was a blue metal box with a golden trim sitting on a pedestal at the other end of the entrance.

"Uh… what is this Lil Oldman" Smirky asked, he always his mentor by his full name.

Oldman said nothing and turned to Smirky.

"Smirky… ever since you were just a little kid and just started to learn your powers, you have shown nothing but hard and determined commitment to your powers and strengths, you have always done more than expected, and you always show gratitude and kindness to every one you meet."

"Oh, well of course Lil Oldman, I always want to get stronger as an Elemental toon, and if I am ever to live up to my dream, then I need to work harder than ever to accomplished it."

Oldman smiled and nodded, and then turned to the box and took it of its pedestal.

"Smirky, open this."

Smirky nodded with a smile and then gently opened the box to reveal something he never expected.

Inside was a magnificent silk blue scarf with inclined tringle shaped edges, which made it so that it looked like there were two little triangle protruding from each ends of the scarf.

"It's a scarf Lil Oldman." Smirky asked, a little confused.

Oldman gave another chuckle. "Yes it is Smirky, but make no mistake, for it is a very powerful weapon."

"What?! It is? But what can it do exactly?"

"You will find out eventually Smirky, and when I say "you will" I mean you will."

Smirky grew even more confused at this.

"Wait a moment, are you saying you're giving this to me?"

"Yes, well, most elemental toons don't receive something like this until there a lot more experienced than what you are at Smirky, but, with the greatness you have shown me over these past years, I think I can make an exception with you." Oldman explained with a smile.

Smirky was shocked at what Oldman was saying, if this was Smirky thought it was then it could only mean one thing.

"Lil Oldman… are you saying this is my extension?"

Oldman only nodded

"Oh my… wow… Lil Oldman this just so wonderful, thank you so much." Smirky thanked gratefully.

"You've earned this Smirky, I believe you have the potential within you to become a great legend in toon history."

"Wow really? That's really nice Lil Oldman, again, thank you very much for this."

"Well what are you waiting for? Go ahead, put it on."

Smirky did just that and then looked in a mirror that Oldman had quickly summoned up for him.

"Oh yeah, this looks totally awesome on me, and it goes with my color too." Smirky complemented himself as his scarf was tied around his neck and part of it dangled on his back.

"Now Smirky, as you know this sort of thing comes with great responsibility and caution, you have grown powerful but you are still young, so that could make you a liability to the safety of others." Oldman explained.

"Of course Lil Oldman, I will treat this gift with all my love and care and use it to protect the ones I love. But… how exactly do I use this thing?" Smirky asked with a sheepish grin.

Oldman chuckled yet again. "Well Smirky, the Blade of Poseidon as far as I know is a hands on weapon, which means you learn as you use it. But I CAN teach you the basics of it, follow me out to the battlefield."

"Wait, Blade of Poseidon, that's what this is call… Hey WAIT FOR ME!" Smirky pleaded as he followed Oldman out.

They were both outback now, on the training battlefield Oldman always uses to train his students. It was nothing much, just a "free of snow" marked rectangle with borders marking each side.

"Okay Smirky, like I said, I can teach you the basics, but nothing more, got it?"

"Got it Lil Oldman." Smirky replied confidently.

"Okay Smirky, first off, you need to sheath the blade so that it is in blade form and not scarf form as it is right now."

"Oh, so this "Blade of Poseidon" can transform from one to the other right?"

"Correct, now, it is very simple, simply focus all of your energy within you to the scarf, and as you do pull it off of you so it doesn't stab you in the back" Oldman explained, that last part sarcastically.

"Okay, here goes."

Smirky calmly focused all of his energy from his body into the scarf with his pupils all of a sudden turning blue, and a slightly visible blue aura formed around him and then the scarf started to glow brighter and brighter by the second.

"Yes, you're doing it fine now Smirky, just as I taught you. Now you need to unleash all of that energy into the Blade and when you do, it will form into its true state, also don't forget to take it off when you do."

Smirky then felt a huge surge of power on his throat and neck, and then he decided that it was time. He grabbed the scarf, and then yanked it to the side of him, felling the energy on his hand now.

Just as Smirky was about to unleash the energy, all of a sudden felt a huge wave of fatigue come over him as his pupils shrank and returned to their normal black color, and the energy in the scarf fizzled out. Smirky then fell to his knees, breathing heavily as he was wonder what went wrong.

Oldman watching sighed and came over to Smirky.

"That was an excellent first try Smirky you nearly had it the first time. Gee, you never cease to amaze me."

"Your (pant… pant) proud of me?" Smirky asked, exhausted

"Of course I am Smirky, most of the time when an elemental tries to summon their extension for the first time they only make it about halfway the distance you made."

"Really? So then that means I'm on a good track and nearly got it right?"

"Yes, now, were you went wrong was right at the crucial point in the summon, were the blade actually begins the transformation. You let fear sink into your energy as it was passing into the scarf and when it tried to transform, that negative energy of fear canceled it out, why you feel a bit exhausted is because of how close you came to completing it." Oldman explained with a grin.

"So this weapon responds to my emotions then?"

"Somewhat, but not entirely, mainly just the transformation."

Smirky looked at the scarf with a frown.

"Hey look Smirky, you did really well for your first time, like I said before you're really not supposed to get something like this until you're more experienced."

"You think I'll be able to master this soon Lil Oldman?"

"Soon? Most likely not, as something like this takes a lot of time of training, practice, and experience. Being able to call out its true form? That is something I can guarantee that will soon Smirky."

"Thanks Lil Oldman, for everything so far, so should we try again?"

Oldman than sighed and shook his head.

"Unfortunately, Smirky, there's a mission I need for you to do that, believe it or not, is more important than that right now."

Smirky sighed sadly at this, but respectfully acknowledged his mentors request.

"Oh ok, well what do you need for me to do Lil Oldman?" Smirky asked, putting the scarf back on.

"Well Smirky as you know there are recruits coming in from all over Toon nation to come and help us deal with these cogs that have invaded our town." Oldman said, summoning a view portal to show Smirky what he meant.

"Yeah, I heard that those things managed to nearly take half the town, and they seem pretty dangerous too. Do you want me to go and investigate closer to see what's happening?"

"Not just that Smirky, I need you to go down to the training center in the outskirts of town and investigate the recruits that are coming in, see what they may make out of the current situation."

"Okay, I got you Lil Oldman, I'm right on it." Smirky then proceeded to leave until Oldman stopped him.

"Wait Smirky, not just yet, you will need a disguise for this."

"A disguise, why?" Smirky questioned as he knew the way he looked was fine, and a bit handsome not to mention.

"Well after I fought the cogs up on Plutomount itself, I fear that the ones that retreated may have put word out to whoever is behind all this about me and our kind. So they may on the prowl for toons using special powers like me and you."

"I can see what you mean, so should I use a secret name or something like too?"

"Yes, I was just about to give you that, when you get to town your name will be "Chad Walpole", got that?"

"Chad Walpole, good name I'll take it." Smirky said with a smile.

"Good, now let's go get you prepared, and bring your blade too, you never know when you might need it."

Smirky nodded and then followed Oldman back in the house, but wondered why Oldman told him to bring his extension with him when he knows he couldn't summon it yet. _Could it be a sign of things to come?_ Smirky though as he left the battlefield.

It was around noon now as three instructors were standing out in the front of the Toontown Training facility. One was a sweet looking pink cat with all pink clothing taboo, one was a normal looking lavender duck with a green shirt and brown pants, and the third one was a very strict looking dog/fox hybrid with dark tan and black fur, and sported a full military captains uniform. He had a glare on his face.

It was at that time when a bus pulled in and let out a bunch of different toons who had recruited for the job of helping out Toontown battle and (Hopefully) defeat the cogs.

The dog/fox only stared blankly at the new recruits while the other two smiled and began their speech to the new recruits.

"Why hello there young toons and welcome to Toontown!" the pink cat started.

"Before we get started, we just wanted to thank you all so much for coming all this way from your homes to come and aid us in this time of need. Now, as you can see there are three instructors here, including myself, and our mission is to help train you guys in the way of gags, weapons that are guaranteed to stop the cogs and bring sanctity back to our town!"

A few shifted nervously about this, considering that they were all informed about what these cogs have done and what they could still do if they attacked again.

"Now time to organize our teams, the four toons in the middle there, will go with me, the four to the left with go with Sir Swine, and the three on the right will go with Captain Scar."

The three toons on the right gulped as the Captain glared at them all instead of smiling nicely like the other two did.

"Okay everyone you know your teams, so let's get to it!"

With that three teams headed off to different areas of the backyard training area.

Without anyone noticing except the three with Captain Scar, another toon quickly hoped from the bushes and joined them. He was wearing a green hat, glasses, a tan long sleeved shirt, tan pants, and orange shoes.

The three looked at him and gave a weird look at him.

"Uh… sorry guess I didn't know were to go for a second." The toon said nervously. The others just shrugged and turned back towards Scar, who didn't seem to mind or care that a fourth toon just hopped out of nowhere.

"Okay you little lazy pieces of scum, you're going to need to know how to fight these tin heads well and smart, and too see if you can do that I want to see you all throw pies at that target!" Scar yelled as he pointed to target in the distance.

"YOU! Purple duck with the buck tooth! FRONT AND CENTER!"

The purple duck than walked nervously up to the plate were the pies were at and then Scar proceeded to give him some advice in a much quieter voice.

Behind them a green dog wearing a blue shirt with two white stripes on the middle, grey pants, and black shoes, watched in nervousness.

"Oh man, why did Bingo have to send me here, she knows I don't do stuff like this." The dog said to himself.

"Well maybe she's got confidence in you or knows you're the best for the job." A voice said.

The green dog turned to see the toon who jumped in late from before speaking to him.

"Huh? Oh, well see that's really none of your business." The dog said sternly.

The other toon just chuckled a little "Hey, I'm sorry I know it's not. My name is Chad Walpole."

The Green dog looked at him funny and then decided to introduce himself as well.

"Oh, well then, hi, I'm John Fingernails." John said as he shook hands with Chad.

"HEY you two toons hunkering away back there, one of you to the BLOCK!" Scar yelled.

John backed away at first but then turned around to see that Chad had stood back away and waved him on grinning.

John shot an angry glare at him as he sighed and walked up to the block, picked up a pie, and then looked cautiously at the target.

He stood there awhile, not knowing if he'll do good or not. But for lack of a better felling he decided to just go for it and see what happens.

"HURRY UP!" Scar yelled all of a sudden, causing John to startle and throw the pie right above him, which then proceeded to land right on his head causing some toons to laugh at him.

"Hmmm, well while I'm sure it will be interesting to fight yourself in battle, how about next time aim the pie at the TARGET, and not you're LUMPY FRIECKING FOREHEAD!"

"This… is going to be… a long… day." John said flatly.

Smirky snickered at the situation a bit, as then he stepped up to block to throw a pie, after John walked off to go clean the pie off his face.

Smirky then took a pie and then analyzed the target with patience. Held the pie to eye level, then drew back, taking a deep breath before releasing, and fired.

The pie flew true to the target and splattered right on the bullseye, much to Smirky's and even Captain Scar's amusement.

"Why excellent job and right on the bullseye, name toon?" Scar asked.

"Smir… I mean Chad Walpole." Smirky almost mistakenly said his real name.

"Well you certainly strike the wall with perfection Mr. Walpole." Scar complemented, causing Smirky to blush a little.

"He… thanks captain."

It was a few more hours into the day as the groups continued their training exercises. Smirky and Johns group were now at the last station before break, the squirting station.

"Alright, now that you toons have a good field about all the other gag types, let's move on to one of the most challenging, squirting. Now, the key to making this gag effective, is to be quick and accurate.

The four toons looked at the dunk tank with a little cog inside of it with a target on its chest, with confidence this time instead of fear like earlier. Though Smirky was confident from the start.

"Alright, who's first? Lumpy greenhead, to the block!" Scar commanded, still calling John by that nickname even though he knew his real one by now, from asking for it when they were at the sound station.

John sighed and walked up to the holding a seltzer bottle.

 _Grr… I hate you SO much right now Bingo._ John insulted to his superior in his head.

Smirky patiently watched until he felt a sudden shiver run through his body until it ended at his left hand. Smirky instantly realized this sense, for that it was the one Oldman had taught him years ago to look out for dark energy.

Smirky knew exactly what this dark energy was as it seemed to be getting closer and closer to their location.

 _Cogs…_ was all Smirky could think before gears suddenly started raining down on them and exploding too.

What happened next was a complete blur for everyone as toons started screaming rushing for gags and cover, Scar screaming orders, and Smirky and John ducking for cover behind a bush.

"Whoa, holy crap Chad, these guys came out of nowhere!" John quietly screamed.

"Yeah, they did, they must have planned this attack if and when they caught heard of the news of new recruits coming."

"You're right, man, what are we going to do?"

Smirky looked over the situation and quickly formed a plan that was risky, but could actually win this battle quickly if it was pulled off.

"Okay, I've got a plan John, you see that big speaker tower over there? You quickly run over there and crank it up to play the emergency siren at full blast, while I go around the other way and try to take out some straggling cogs by myself, think you could do that?"

John seemed a little nervous at first, but then decided that it was either this or nothing.

"Okay Chad, I got it!" John said with smirk, but before he went…

"Hey John, I've need to tell you something."

"Yeah what, we kinda need to hurry here."

"I know, but I think you should be the first to now that my name isn't really Chad Walpole, it's just a false name to keep me undercover from the cogs, my real name is Smirky Bumberpop."

"Wait, what? A false name, you mean you're not actually Chad Walpole but Smirky Bumberpop? If that's true then why would you give yourself a fake name to hide from the cogs?"

"Long story, but I may explain sometime later, let's just get this plan underway."

"Alright then… if you say so." With that the two lept into action with Smirky taking the back flank and John running for the speaker tower, but the thought of Smirky's reasons of a false name was still confusing to John as he went.

The battle was still raging from Smirky's point of view as he could hear foghorns blaring and cream pies splattering all over the place behind him.

"Uh man this seems to be getting worse and worse by the minute. I need to see if I can take out the brains of this attack, that should scatter the cogs." Smirky formulated.

"WE'LL THAT HAD BE ME TOON!" a sudden cranky and accent filled robotic voice suddenly boomed.

Startled, Smirky looked up to a big fat round cog suddenly land before him. The cog looked like to be some kind of pirate, complete with an eyepatch, red bandana, and stubble beard. It also sported the Bossbot suit.

"Whoa, okay, now what in the world kind of cog are you?" Smirky asked, getting into a fighting stance.

"HEHEHEHEHEHE…. We'll since I'll be gutting yerr eyes out once I'm finished with ya, I guess I'll tell ye! I'm what's called a Corporate Raider, and I'm very good with the fancy talk and battle skill matey, or should I say scurvy?"

 _Oh man, a cog with a big ego and personality._ Smirky thought. The cog looked strong, but not too strong so that it was undefeatable, all Smirky needed was a plan.

 _Okay, now how do I approach this? I could use gags obviously, but I barley have any on me, I could easily use my elemental powers to beat this guy, but that would be against Oldmans warnings, and trying to summon the Blade of Poseidon is too risky. I need to get creative._

"We'll if ye aren't going to attack, THEN I WILL!" The Corporate Raider yelled, starting off by launching several glowing yellow stars at Smirky.

"WHOA!" Smirky yelled as he barely dodged out of the way, the stars creating tiny explosions as the hit the ground. _Whoa, hey, isn't that the power swift?_ Smirky thought, as he remembered one of Oldmans other students performed the move a while ago.

"Huh, you are quite strong, but let's see if can handle this!" Smirky yelled, taking out a water gun and squirting it at the cog.

But to Smirky's displeasure, the raider took the hit, but it looked like it didn't do much.

"HEHEHEHEHE… that was an OK attempt matey! But, not nearly anywhere good enough, now try me TAKE DOWN ATTACK!"

The Raider suddenly started to charge at Smirky with what seemed to be a glowing white aura with a small white flare coming from behind him.

"WHAT IN THE WORLD!" Smirky yelled as he barely managed to dodge this time, even getting slightly nicked in the tail.

Smirky grunted a bit as he then looked at the cog with a serious glare, he knew he had to use his powers against this cog, or it would eventually get him and cause some major damage, but not only was that on his mind, he was wondering how the cog was able to do all this, only elemental toons could this stuff.

"We'll cog, if you can do this stuff than so can I! Two can play at this game."

 _Water Shuriken!_ Smirky said in his mind and in an instant, two blue shuriken made out of water formed in Smirky's hands and then immediately launched them at the raider, who didn't see it coming, hit him right in the face.

"ARRRRRRRRRGH! AYEEEEEEEEEE… AYE AYE AYE! That was POWERFUL matey! What in BOLTS are you!?" The Corporate raider asked painting in exhaustion from the damage he had just taken.

"It is nothing important to you cog, now have a taste of some electricity!"

 _Shockwave!_

A blue ball of electricity formed in Smirky's hands and then a bolt stream shot out from it and landed right on the Raider with deadly accuracy.

"GARRRRRRRRRRRR! THAT BE IT! I'M DONE WITH YOU SCURVY TOON, OR WHATEVER YOU ARE! Time for MEGAPUCH!

The Raider charged with a grey glowing fist right at Smirky, but before Smirky could retaliate, a huge loud emergency siren suddenly went off and shook the air all around the training facility and the lands around it.

"ARRGH! Now what be with THIS!"

"John did it!" Smirky with excitement

"John WHO?!

The Corporate raider never got his question answered as cogs started exploding in the sky one by one and then soon multiple groups started going off altogether with their remains falling down to the ground.

The sound waves soon reached Smirky and the Corporate Raider, as said cog started to scream in pain as the sound started to severely damage his systems and then little cracks started to form on his body.

"AHHHH… NO, THIS CAN'T BE… I WAS BUILT FOR GREAT PLUNDERING BUISNESS! I CANNOT BE DESTROYED… AHHHHH, GRRRRRRR! As for YOU toon…. The end for you will come! I KNOW it shall! For ye and all those other toons! Our great leader, he shall make… sure of… that. He has… already… set his sights on…"

The raider never finished his sentence as he blew up in a magnificent fireball and purple smoke.

Smirky just stood there with a blank expression on his face. He had mixed feelings in him right now, the feeling of the battle, the cogs attacks, the cogs last words… These were feelings that Smirky had trouble contemplating, and always found hard to digest. He was looking around him now, nobody seemed to have witnessed their battle, and there were no other cogs in the exact vicinity they were in, so at least Smirky was relieved that his powers were not witnessed by other cogs. He could here cheering and cheers being yelled through the small line of trees and bushes that stood between him and the rest of the fight, as well as Captain Scar ordering everyone to the front of the Training center to regroup.

Smirky, with a smile and sigh of relive, decided to join them as well.

Everyone, including Smirky and John had now regrouped at the front of the Training school with the three instructors standing in front of them.

"Great job everyone in your first encounter and battle with the cogs! We've managed to pull off our first and hopefully of many victories against the cogs! Once again we truly appreciate you all coming and helping protecting our town against this menace of robots, and that this victory would not have been possible without your help." The pink cat instructor said.

Everyone gave a short cheer except Smirky and John who just smiled.

"Now, you all have a choice to make. If all of this is too much for you, you can wait there at the bus stop for a ride back to your home. Or, if you're confident you CAN handle this and are willing to put yourself in danger to protect the great Toontown from the cog menace, then join us at the gate. Alright everyone make your decisions, now."

It wasn't a hard choice for anybody as everyone made their way to gate with the three instructors, with Scar staying behind to complement the toons for their bravery.

John was about to go to until Smirky stopped him for a second.

"Hey, that was a good job you did their John, you got to the tower and destroyed all the cogs nice work."

"Oh yeah uh… thanks Smirky, uh guess I'll see you later."

"Ok then, have a good one John."

With that John left with the others too. Smirky thought about John for a second. He looked like he had a good flare in him. A bright spark, filled with spirit, something that Smirky always admires, but what does he know, he only met John today, perhaps there could be more.

Smirky was about to head out, back home when Captain Scar said something to him that made him stop in his tracks.

"And good teamwork, Mr. Bumberpop."

Smirky, shocked, turned to face Scar who had his back turned to him.

"Wait, whoa, how did you know my real name captain? And, why did I just confirm it to?" Smirky asked, that last part blankly.

"Lil Oldman filled me in before you got here, he asked me to observe you, and my oh my, do you have some talents Smirky." Scar said with a wink before walking away to join the rest of the group.

Smirky was startled. Oldman had Scar on this too? He knew Oldman wanted to see how he would do in battle, but have an informant do it for him?

 _Strange, but that's the Oldman way I guess._

Smirky then shrugged and then decided to just go home and report back to Lil Oldman, then rest up, he was exhausted from today's events.

He checked his surroundings to make sure no one was looking, and then in puff of blueish-grey smoke, teleported away, back to Pluto mount village. One though was still in Smirky's mind as he teleported.

What was that cog trying to say to him before he was destroyed?


End file.
